FORM OF STOCKHOLDER GUARANTYNyer Medical Group Inc • December 15th, 2008 • Wholesale-medical, dental & hospital equipment & supplies
This Guaranty dated as of [__________], whereby NYER MEDICAL GROUP, with an address of 13 Water Street, Holliston, Massachusetts 01746 (the “Guarantor”), hereby guarantees to Massachusetts CVS Pharmacy, L.L.C., a Massachusetts limited liability company(“Buyer”), the full and prompt payment and punctual performance by D.A.W., Inc., d/b/a Eaton Apothecary #2050, a Massachusetts corporation (“Seller”) of any and all obligations of and payments by Seller arising under that certain Asset Purchase and Sale Agreement (the “Purchase Agreement”) dated as of December 9, 2008, between Buyer and Seller.
CHANGE IN TERMS AGREEMENTChange in Terms Agreement • August 31st, 2009 • Nyer Medical Group Inc • Wholesale-medical, dental & hospital equipment & supplies
CONTINUING VALIDITY. Except as expressly changed by this Agreement, the terms of the original obligation or obligations, including all agreements evidenced or securing the obligation(s), remain unchanged and in full force and effect. Consent by Lender to this Agreement does not waive Lenders right to strict performance of the obligation(s) as changed, nor obligate Lender to make any future change in terms. Nothing in this Agreement will constitute a satisfaction of the obligation(s). It is the intention of Lender to retain as liable parties all makers and endorsers of the original obligation(s), including accommodation parties, unless a party is expressly released by Lender in writing. Any maker or endorser, including accommodation makers, will not be released by virtue of this Agreement. If any person who signed the original obligation does not sign this Agreement below, then all persons signing below acknowledge that this Agreement is given conditionally, based on the representation
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • October 23rd, 2009 • Nyer Medical Group Inc • Wholesale-medical, dental & hospital equipment & supplies • Florida
This ASSET PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of October 22, 2009, by and among Walgreen Eastern Co., Inc. a New York corporation (“Buyer”), D.A.W., Inc., d/b/a Eaton Apothecary, a Massachusetts corporation (“Seller”) and solely respect to those sections identified in Section 12.13 herein, Nyer Medical Group, Inc., a Florida corporation (“Nyer”).
TRANSACTION AGREEMENT by and among NYER MEDICAL GROUP, INC. and THE MANAGEMENT INVESTORS LISTED ON SCHEDULE I HERETO Dated as of October 23, 2009Transaction Agreement • October 23rd, 2009 • Nyer Medical Group Inc • Wholesale-medical, dental & hospital equipment & supplies • Massachusetts
TRANSACTION AGREEMENT, dated as of October 23, 2009 (the “Agreement”), by and among D.A.W., Inc., a corporation organized under the laws of the Commonwealth of Massachusetts (the “Company” or “DAW”), Nyer Medical Group, Inc., a corporation organized under the laws of the State of Florida (“Nyer”), and certain members of management of the Company who are purchasing shares of common stock of DAW, no par value (“Common Stock”), at the Closing (as defined below) and listed on Schedule I hereto (the “Management Investors”). DAW, Nyer and the Management Investors are sometimes hereinafter referred to separately as a “Party” and collectively as the “Parties”.
CONTRACT FOR SALE OF REAL ESTATENyer Medical Group Inc • August 11th, 2009 • Wholesale-medical, dental & hospital equipment & supplies
TWENTY-FIVE THOUSAND DOLLARS ($25,000) as a deposit on account of the purchase price of the following described real estate, situated in Penobscot County, State of Maine, to wit:
CHANGE IN TERMS AGREEMENTChange in Terms Agreement • March 26th, 2009 • Nyer Medical Group Inc • Wholesale-medical, dental & hospital equipment & supplies
Borrower: ADCO Surgical Supply, Inc. 1292 Hammond Street Bangor, ME 04401 Lender: KeyBank National Association ME-CBB-Bangor Kay Plaza 23 Water Street Bangor, ME 04401
ASSET PURCHASE AND SALE AGREEMENTAsset Purchase and Sale Agreement • December 15th, 2008 • Nyer Medical Group Inc • Wholesale-medical, dental & hospital equipment & supplies
AGREEMENT dated this 9th day of December, 2008, (hereinafter “Agreement”) by and between DAW, INC., d/b/a EATON APOTHECARY #2050 a Massachusetts corporation, with a notice address of 13 Water Street, Holliston, Massachusetts 01746, (“Seller") and MASSACHUSETTS CVS PHARMACY, L.L.C., a Massachusetts limited liability company, with an office at One CVS Drive, Woonsocket, Rhode Island 02895 (“Buyer").
PURCHASE AGREEMENTPurchase Agreement • October 1st, 2008 • Nyer Medical Group Inc • Wholesale-medical, dental & hospital equipment & supplies • Massachusetts
Purchase Agreement (this “Agreement”) made as of September 22, 2008, between Adco Surgical Supply, Inc,. a Maine Corporation with a principal place of business of 1292 Hammond Street, Bangor, Maine 04401 (the “Seller”), and Adco South Medical Supplies, Inc., a Florida corporation with a principal place of business of 9646 Shepard Place, Wellington, Florida 33414-6420 (the “Purchaser”), and Anand Patel, an individual residing at 9646 Shepard Place, Wellington, Florida 33414-6420 (the “Guarantor”).
NYER MEDICAL GROUP, INC. FORM OF NON-QUALIFIED STOCK OPTION AGREEMENTNon-Qualified Stock Option Agreement • October 10th, 2008 • Nyer Medical Group Inc • Wholesale-medical, dental & hospital equipment & supplies • Florida
This Non-Qualified Stock Option Agreement (this “Agreement”) is effective as of _________________, between Nyer Medical Group, Inc. a Florida corporation (the “Corporation”), and ____________ (the “Optionee”).
CONTRACT FOR SALE OF REAL ESTATENyer Medical Group Inc • June 30th, 2009 • Wholesale-medical, dental & hospital equipment & supplies
TWENTY-FIVE THOUSAND DOLLARS ($25,000) as a deposit on account of the purchase price of the following described real estate, situated in Penobscot County, State of Maine, to wit:
